EXHIBIT 99.1 [CIVITAS BANKGROUP LOGO] 810 Crescent Centre Drive, Suite 320 Franklin, TN 37067 office 615.263.9500 fax 615.383.8830 FOR IMMEDIATE RELEASE Contact: Mike Alday Alday Communications 615.791.1535 CIVITAS BANKGROUP REPORTS IMPROVED EARNINGS, EXPERIENCES GROWTH FRANKLIN, Tenn. (January 22, 2004) - Civitas BankGroup (OTC: CVBG) reported a 111.3% increase in 2003 net income and continued reduction in non-performing assets during the fourth quarter 2003. For the year 2003, Civitas BankGroup earned $1.1 million compared to a net income of $521,000 for the same period in 2002, an increase of 111.3%. On a per share basis, the 2003 net income was $.07, compared to $.04 in 2002. For the fourth quarter 2003, Civitas reported net income of $736,000, as compared to a net income of $319,000 for the fourth quarter 2002. Net income in the third quarter 2003 was $308,000. Non-performing assets (non-accrual loans and foreclosed properties) at Civitas BankGroup declined to $16.2 million at December 31, 2003. This was a decline of nearly 20% from the September 30, 2003, total of $19.7 million. Problem assets peaked at $26.4 million at September 30, 2002. "The key to our recovery is our progress in the reducing the financial impact of problem loans," explained Richard E. Herrington, President of Civitas BankGroup. "We have reduced the level of non-performing assets by 38.6% since their peak in the third quarter of 2002. At the end of 2003, our delinquency ratio improved significantly. Further, the quality of new loans we are making is impressive." In addition, asset growth continued to be strong at Civitas BankGroup. As of December 31, 2003, assets totaled $833 million, an increase of 17.0% from December 31, 2002 total assets. Other growth rates for the same time period were 4.6% for loans and 13.3% for deposits. "Our focus in 2003 was to initiate the rebuilding process of returning our banking franchise to a position as a leader among community banks," added Herrington. "The 2003 results, especially the marked upturn in the fourth quarter 2003, demonstrate that our plan which puts an emphasis on solving credit problems and building a better credit culture is working." "The strength of our franchise and the capabilities of our bankers were evident in the 2003 performance," said Herrington. "We were able to grow our customer base significantly while expending substantial resources on problem loan resolution. Our growth was particularly robust in Williamson County where loans increased almost 40% in 2003." Since December 2002, the company has raised $15.0 million in new equity capital to support future growth. In January 2004, the company announced it has reached an agreement to sell the Bank of Dyer's Three Way branch in Madison County. A quarterly dividend of $.015 per share was paid in January 2004. Civitas BankGroup, formerly known as Cumberland Bancorp, is a multi-bank holding company operating 26 retail offices. It is the parent company of Cumberland Bank South in Franklin, Cumberland Bank in Carthage, BankTennessee in Collierville, Bank of Dyer, and Bank of Mason. --30-- THE STATEMENTS CONTAINED IN THIS RELEASE WHICH ARE NOT HISTORICAL FACTS ARE FORWARD-LOOKING STATEMENTS MADE PURSUANT TO THE SAFE HARBOR PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. FORWARD-LOOKING STATEMENTS DESCRIBING OUR FUTURE PLANS, PROJECTIONS, STRATEGIES AND EXPECTATIONS, ARE BASED ON ASSUMPTIONS AND INVOLVE A NUMBER OF RISKS AND UNCERTAINTIES, MANY OF WHICH ARE BEYOND OUR CONTROL. ACTUAL RESULTS COULD DIFFER MATERIALLY FROM THOSE PROJECTED DUE TO CHANGES IN INTEREST RATES, COMPETITION IN THE INDUSTRY, CHANGES IN LOCAL AND NATIONAL ECONOMIC CONDITIONS AND VARIOUS OTHER FACTORS. ADDITIONAL INFORMATION CONCERNING SUCH FACTORS, WHICH COULD AFFECT US, IS CONTAINED IN OUR FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION. CIVITAS BANKGROUP (all dollars in thousands) (unaudited) Three Months Ended Twelve Months Ended December 31, December 31, 2003 2002 2003 2002 ---- ---- ---- ---- AVERAGE BALANCES Loans 550,718 525,543 548,134 520,825 Investment Securities 192,905 82,813 159,403 67,006 Earning Assets 764,396 643,799 715,318 630,751 Total Assets 827,761 706,593 780,963 690,610 Demand Deposits 66,490 57,683 62,053 53,105 Interest-Bearing Deposits 614,861 532,833 583,310 519,704 Total Deposits 681,351 590,516 645,363 572,809 Shareholders' Equity 53,937 42,742 48,910 39,967 KEY PERFORMANCE RATIOS (ANNUALIZED) Return on Average Assets 0.36% 0.05% 0.14% 0.08% Return on Average Equity 5.46% 0.75% 2.25% 1.30% Net Interest Margin 3.49% 3.70% 3.56% 3.84% Efficiency Ratio 80.41% 74.49% 83.82% 76.88% ASSET QUALITY DATA Nonperforming Assets 16,155 24,773 16,155 24,773 Allowance for Loan Losses 8,413 9,062 8,413 9,062 Net Charge-Offs 486 1,896 4,231 6,761 Nonperforming Assets to Period- End Loans 2.93% 4.71% 2.93% 4.71% Allowance for Loan Losses to Period-End Loans 1.53% 1.72% 1.53% 1.72% Net Charge-Offs to Average Loans 0.09% 0.36% 0.77% 1.30% CIVITAS BANKGROUP (all dollars in thousands except per share data) (unaudited) Three Months Ended December 31, Twelve Months Ended December 31, 2003 2002 % Change 2003 2002 % Change ---- ---- -------- ---- ---- -------- INCOME STATEMENT Interest Income 10,693 10,309 3.72% 41,275 42,848 -3.67% Interest Expense 4,028 4,304 -6.41% 16,078 18,643 -13.76% ---------------------------------------- ------------------------------------------ Net Interest Income 6,665 6,005 10.99% 25,197 24,205 4.10% Provision for Loan Losses 494 1,687 -70.72% 3,559 6,800 -47.66% Non-Interest Income 1,607 2,456 -34.57% 7,389 8,448 -12.54% Non-Interest Expense 6,628 6,303 5.16% 27,331 25,104 8.87% ---------------------------------------- ------------------------------------------ Income Before Taxes 1,150 471 144.16% 1,696 749 126.44% Income Taxes 414 152 172.37% 595 228 160.96% ---------------------------------------- ------------------------------------------ Net Income 736 319 130.72% 1,101 521 111.32% ======================================== ========================================== PER SHARE DATA Net Income - Basic 0.04 0.02 100.00% 0.07 0.04 75.00% Net Income - Diluted 0.04 0.02 100.00% 0.07 0.04 75.00% Cash Dividends 0.015 0.015 0.00% 0.06 0.06 0.00% Common Book Value per Share 3.19 2.96 7.77% 3.19 2.96 7.77% WEIGHTED AVERAGE SHARES OUTSTANDING Basic 17,105,798 14,477,756 18.15% 16,097,403 14,018,715 14.83% Diluted 17,264,861 14,514,841 18.95% 16,265,348 14,142,996 15.01% CIVITAS BANKGROUP (all dollars in thousands) (unaudited) December 2003 2002 % Change ---- ---- -------- BALANCE SHEET SUMMARY Assets Cash and Cash Equivalents 24,023 31,147 -22.87% Federal Funds Sold 15,081 20,225 -25.43% Investment Securities 208,851 95,579 118.51% Loans 550,564 526,215 4.63% Allowance for Loan Losses (8,413) (9,062) -7.16% ------------------------------------ Net Loans 542,151 517,153 4.83% Fixed Assets 22,280 23,366 -4.65% Foreclosed Properties 3,792 6,338 -40.17% Other Assets 17,143 18,070 -5.13% ------------------------------------ Total Assets 833,321 711,878 17.06% ==================================== Liabilities and Stockholders Equity Deposits 671,636 592,998 13.26% Trust Preferred Securities 12,000 12,000 0.00% Other Borrowings 90,438 56,352 60.49% Other Liabilities 4,506 5,055 -10.86% Shareholders Equity 54,741 45,473 20.38% ------------------------------------ Total Liabilities, Equity 833,321 711,878 17.06% ====================================